Quarterly report pursuant to Section 13 or 15(d)

CUMULATIVE REDEEMABLE PREFERRED STOCK OFFERING

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CUMULATIVE REDEEMABLE PREFERRED STOCK OFFERING
 9 Months Ended
Jun. 30, 2023
Equity [Abstract]  
CUMULATIVE REDEEMABLE PREFERRED STOCK OFFERING CUMULATIVE REDEEMABLE PREFERRED STOCK OFFERING
In May 2023, we entered into a Dealer Manager Agreement pursuant to which we may sell a maximum of 6,000,000 shares of 6.25% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), par value $0.001 per share, on a “reasonable best efforts” basis through our affiliated dealer manager, Gladstone Securities, at a public offering price of $25.00 per share (the “Series A Offering”). As of June 30, 2023, no shares of Series A Preferred Stock have been sold.

Under the Dealer Manager Agreement, Gladstone Securities will provide certain sales, promotional and marketing services to us in connection with the Series A Offering, and we will pay Gladstone Securities (i) selling commissions of up to 7.0% of the gross proceeds from sales of Series A Preferred Stock in the Series A Offering, and (ii) a dealer manager fee of up to 3.0% of the gross proceeds from sales of Series A Preferred Stock in the Series A Offering. Gladstone Securities may, in its sole discretion, reallow a portion of the dealer manager fee to participating broker-dealers in support of the Series A Offering. Pursuant to the Dealer Manager Agreement, the offering of the Series A Preferred Stock will terminate on the date that is the earlier of (1) December 31, 2026 (unless earlier terminated or extended by our Board of Directors) and (2) the date on which all 6,000,000 shares of Series A Preferred Stock offered are sold.
DISTRIBUTIONS TO COMMON STOCKHOLDERS
To qualify to be taxed as a RIC under Subchapter M of the Code, we must generally distribute to our stockholders, for each taxable year, at least 90% of our taxable ordinary income plus the excess of our net short-term capital gains over net long-term capital losses (“Investment Company Taxable Income”). The amount to be paid out as distributions to our stockholders is determined by our Board of Directors quarterly and is based on management’s estimate of Investment Company Taxable Income. Based on that estimate, our Board of Directors declares three monthly distributions to common stockholders each quarter.
The federal income tax characteristics of all distributions will be reported to stockholders on the IRS Form 1099 after the end of each calendar year. Estimates of tax characterization made on a quarterly basis may not be representative of the actual tax characterization of cash distributions for the full year. Estimates made on a quarterly basis are updated as of each interim reporting date.
For the calendar year ended December 31, 2022, 93.2% of distributions to common stockholders were deemed to be paid from ordinary income and 6.8% of distributions were deemed to be return of capital for 1099 stockholder reporting purposes. For the calendar year ended December 31, 2021, 100.0% of distributions to common stockholders were deemed to be paid from ordinary income for 1099 stockholder reporting purposes.
We paid the following monthly distributions to common stockholders for the nine months ended June 30, 2023 and 2022:
Fiscal Year Declaration Date Record Date Payment Date Distribution per Common Share
2023 October 11, 2022 October 21, 2022 October 31, 2022 $ 0.07 
October 11, 2022 November 18, 2022 November 30, 2022 0.07 
October 11, 2022 December 20, 2022 December 30, 2022 0.07 
January 10, 2023 January 20, 2023 January 31, 2023 0.075 
January 10, 2023 February 17, 2023 February 28, 2023 0.075 
January 10, 2023 March 17, 2023 March 31, 2023 0.075 
April 11, 2023 April 21, 2023 April 28, 2023 0.08 
April 11, 2023 May 23, 2023 May 31, 2023 0.08 
April 11, 2023 June 21, 2023 June 30, 2023 0.08 
Nine Months Ended June 30, 2023:
 $ 0.675 
Fiscal Year Declaration Date Record Date Payment Date Distribution per Common Share
2022 October 12, 2021 October 22, 2021 October 29, 2021 $ 0.065 
October 12, 2021 November 19, 2021 November 30, 2021 0.065 
October 12, 2021 December 23, 2021 December 31, 2021 0.065 
January 11, 2022 January 21, 2022 January 31, 2022 0.065 
January 11, 2022 February 18, 2022 February 28, 2022 0.065 
January 11, 2022 March 23, 2022 March 31, 2022 0.065 
April 12, 2022 April 22, 2022 April 29, 2022 0.0675 
April 12, 2022 May 20, 2022 May 31, 2022 0.0675 
April 12, 2022 June 22, 2022 June 30, 2022 0.0675 
Nine Months Ended June 30, 2022:
 $ 0.5925 
Aggregate distributions declared and paid to our common stockholders were approximately $24.7 million and $20.3 million for the nine months ended June 30, 2023 and 2022, respectively, and were declared based on estimates of Investment Company Taxable Income for the respective fiscal years. For the fiscal year ended September 30, 2022, distributions declared and paid exceeded taxable income available for common distributions resulting in a partial return of capital of approximately $1.4 million.
For the nine months ended June 30, 2023 and the fiscal year ended September 30, 2022, we recorded the following adjustments for book-tax differences to reflect tax character. Results of operations, total net assets, and cash flows were not affected by these adjustments.
Nine Months Ended
June 30, 2023
Year Ended
September 30, 2022
Undistributed net investment income
$ 71  $ (5,606)
Accumulated net realized losses (71) 7,013 
Capital in excess of par value —  (1,407)